TAILS NEW FRIEND OR FOE?
by TailsFan93
Summary: Tails makes a new friend. little does he know his friend may or may not be on his side.
1. A little help?

**I don't own the rights to any SEGA character. R&R**

**Prologue**

"Finally, it took me a couple of days but its finished." Tails said as he did with almost every project he had completed. **"here it is my brand new…"**

"Uh, skateboard?" Sonic interrupted questioning Tails excitement. "you do know that you can buy those at the shop right?"

"Yea… but this one is mine. I made it from scratch, see" Tails replied.

"you spent days working on a wooden skateboard that you could have easily just picked up and brought home?"

"Sonic, please don't ruin the moment for me ok.?"

"Alright whatever you say little buddy. But still do you know how to ride it?"

"Uh… I was kind of hoping that … maybe… you could help me with that?"

"Hey don't look at me. I have no need for something with wheels. I'm Sonic the hedgehog the fastest thing alive" he said with a smirk on his face.

"_I kind of figured_" Tails said to himself.

looking at Tails disappointment Sonic ask "Hey why don't you go ask Knuckles or Shadow for some help."

"Really Sonic? Knuckles doesn't leave the island much and as for Shadow well… I just don't really want to talk to him."

"well come on let go outside" Sonic said with a sigh finally giving in to tails request. "It cant hurt to try, right?"

******************************************************************************

"Today is a perfect day for me to try this out." Tails said confidently as he set the board on the ground.

Sonic was getting very impatient with Tails "COME ON ALREADY TRY IT OUT!"

"Hold on sonic just let me get ready." Tails starts to think to himself "_**ok… take your time… this is nothing compared to the tornado… you can take this… Bring it on!" **_

Tails takes off in a full sprint toward the board. within inches of completing his goal Tails accidentally kicks the board forward and falls to the ground face first.

"…Tails…. are…you…o…kay? Sonic asked trying to poorly hold in the laughter.

"yea yea laugh it up. wow that really does hurt." Tails said trying to wipe the grass off his fur.

"you know what Tails. I'm gonna go wait for you inside. this is just too much." Said Sonic laughing all the way back to the door. "Come back in when your done."

About an hour has passed by with many failures. Tails fur was starting to look as green as the grass he was standing on. Tails was fed up with the board, and was just about ready to scrap it.

He went ahead and started to walk towards the dumpsters when he hears a strange noise.

"_What is that? it sort of sounds like wheels. but not just a few… it sounds like…"_

Just as he turns around to see what was making that noise he hears a voice shout

"HEY WATCH OUT!!!"

Tails quickly jumps out of the way of what looked like five People on Skateboards and into to

the dumpster.

As he picks his head up he hears laughter of the on lookers. he shouts back "WATCH WHERE YOUR GOING!!!" but to no surprise they keep skating.

"_Who are those guys…where are they going?" _Tails slowly takes the trash out of his fur piece by piece in disgust then decides to follow them by air.


	2. Meet the crew

**Meet The Crew**

"Just who do these guys think they are?" Tails asked himself as he flew through the air. From above he could see exactly where they were going.

"wow these guys are actually pretty good at this. I wonder who taught them? I wish I knew how to skate like …" but just as Tails started to finish his sentence he was attacked by a flock of seagulls that happen to be passing by. He fell into a nearby tree and landed on the ground below.

" I (cough) Hate…Birds"

*****************************************************************************************

"Hey did you guys hear that"

"Benny, Chill out, you gotta relax a little ya know" Jessie said looking at Benny as if he was going crazy.

"No dude I'm serious. Shh… listen…" Benny wasn't always like this but he had more sugar than an eight year old.

"Hey little guy put your headphones back on and shut up for god sake." Morris said slapping Benny over the Head making a loud noise. "Hear that" he said laughing.

"Would you two break it up. This whole routine is getting really old really fast." Said Claire. she was a fast talking rued stuck up bird with one thing on her mind Money. "How long does it take to open a door. Move out of the way and let me do it."

"Just relax…almost there….GOT IT!" Jessie said as the huge door leading into the shelter opened. " You see it just takes some time and a little…"

"HEY…YOU…STOP!"

"**I **told you **I **heard something" Benny said sticking his tongue out at Morris.

"Hey (stops to take a breath) you should watch where you are going next time. You almost made me road kill." Tails said making things sound worst than they were.

"So… you ran all this way to tell us to watch out? Right." Claire said with a sarcastic smile on her face.

"Hi my name is Jessie and we are so sorry about that back there" Jessie said elbowing Claire. "We didn't see you until we were halfway down the hill." Jessie felt bad about the whole thing.

"Hey hold on…I hear sirens. Quick everyone in" Morris said accidentally pulling Tails in as well.

"Hey why'd you pull me in here? Who are you? Where am I? What did you do?….."Tails continued to ask questions left and right.

"Do something Jessie hes gonna blow our cover." Claire wispered looking as if she was overwhelmed with a wave of questions.

"Hey you, I see you have a board. You skate?" Jessie asked trying to change the subject.

"What…Oh this thing." Tails replied remembering that he never threw it away. "No I don't, I mean I cant. I just built this and wanted to try it out."

"_I am going to hate myself for doing this" _Jessie said to herself.

" You know what, meet us over by the docks at around five o'clock. Ill teach you how to use this "thing". sound good?" Jessie said with the fakest smile she could make. "I promise. Here's my cell number call me later." Jessie said pushing Tails out the door.

"You promise" said Tails " so I guess Ill see you there. Bye." He said as he walked down the street. _"wow I really need a cell phone" _

"Are you serious. Were not really going to see him again are we?" asked Morris with a disgusted look in his face.

"Yea, That kid is too nosey. He might find something." Claire added

"Look, I don't like it either but we gotta keep him quite and I don't know there is something about him I like and hey were heading down there anyway right. This could be fun." Jessie said getting the equipment ready "lets get outta here pronto."


	3. The Docks

The Docks

"Hey Sonic you home?" Tails asked looking around curiously for his big brother.

"Yea I'm in here" Sonic replied as he was searching for something he seemed to misplaced.

"Hey guess what. I ran into this guy who…"

"Yea that's nice Tails but can you help me look for the phone? I need to call Amy and ask her where she wants to go tonight." Sonic said interrupting Tails.

"Hey Sonic, you've been spending a lot of time with Amy. What happened to when it was just us hanging out you know."

"Well, Tails when in love you've gotta make some sacrifices." Sonic said before he fell behind the couch "Ha found it. Talk to me later will ya. I'm a little busy right now."

"_Err…He's always busy ever since he started to have "feelings" for Amy" _Tails thought to himself as he stepped outside. Well its almost five I should be heading out. Sonic can find me if he needs me."

******************************************************************************************

"Wow…the little guy actually showed up. " Benny said as he and Jessie rode down the hill leading to the warehouse.

"Eh…how bad can this be?" Jessie replied "Lets see how good the kid is?"

"Hey Jessie." Tails said with a smile on his face. "What happened to the other two that were with you earlier?"

"Oh them, they uh…had some business to attend to" Jessie said Staring at Benny.

"Yea don't worry about them. Well be fine without them." Benny said agreeing with Jessie.

"So anyway as I was saying. My name is Jessie and this little guy over here is my little brother Benny."

"What? Did you call me?" Benny asked taking his headphones off.

"No one called you Benny, just keep listening to your music. The other two you met back there were Claire and Morris. Not the coolest of the group, but you'll grow to like them."

"Hey don't worry. I have a friend like them named shadow. I think I can handle it." Tails said looking as if he knew everything.

"Right…So what can you do on that" Jessie asked pointing at Tails board.

"Oh…well…Nothing really. Last time I nearly broke my neck just trying to get on." Tails replied looking rather shy about it.

"Don't worry about it. Here try this. Put your foot in the middle and push off with the other. Whatever you do, do not…" But before Jessie could finish Tails was already on the ground. "…Put your weigh on the end of the board."

Benny was to busy laughing when he was struck over the head by Jessie "What did I do?"

"Wow… Here." Jessie helps pull Tails to his feet. "Come on in. Well teach you something." Jessie said as everyone enters the warehouse.

******************************************************************************************

"Wow what is this place? its filled with ramps and rails." Tails asked as he looked around in amazement.

"This is where Benny and I stay. It belonged to our father before he…well…left. We made each ramp by hand and we've been rebuilding it ever since the fire we had. Its not perfect but its home."

Tails turned to Jessie with a proposition. "I feel bad that I'm not giving anything back as payment for you helping me. So how about this, you help me learn to skate and I'll help you rebuild this place. Sound good?"

"Are you sure? This is a big project do you really think you can help?"

"Yea, I build a plane by hand this cant be that bad."

"You have a plane?" Benny asked looking at Tails as if he were crazy.

As the day went on Jessie taught Tails how to at least stand on the board and Tails helped rebuild their roof, showing both Jessie and Benny that he could fly.

"Hey Tails. Your pretty awesome. We cant thank you enough for all the help you've given us." Jessie said with a smile.

"Well you're a great teacher." Tails replied

"you know what. Benny and I are heading over to the lake tomorrow. And we wanna know if you would wanna come?"

"Yea why not, I've got nothing better to do." Tails said think about how Sonic is going to ditch him to be with Amy.

"Sweet. Well we've gotta go check on Claire and Morris. So I guess we'll see you there about two o'clock, right?"

"Right"

Just before they go their separate ways Jessie kisses Tails on the cheek.

"Bye Tails"

Tails stands there in shock.

"_Did I just get kissed by a guy?" _He thought to himself. "_But were just friends…and …and I'm into girls." _Tails turns and walk in the other direction. _"wait…whatever…just get over it. He's a friend."_ But for the rest of the day that was all that Tails could think about.

"_What do I tell him? Sorry I'm just not into you. Wait…What!? No, were friends…Right? I'll think of something._


	4. The Lake

The Lake

" _Ok, here he comes. Just act cool…relax. just tell him what you think." _Tails thought to himself as he pace back and forth.

"Hey Tails glad to see you again." Jessie said "Morris and Claire couldn't make it again."

"Yea, they never have any fun. Its always do this, pick that up, get outta here before we get cau…" Benny said until he was hit with a elbow in his side.

"So anyway, Tails you ready for a swim." Jessie asked before being splashed by Benny who already jumped in.

"Um…I wanted to talk to you about something." Tails said feeling his heart in his stomach.

"Yea go ahead. Ask away. just make it fast, the ground is getting hot." Jessie started to undress.

"well its about yesterday. you know, when you gave me that…" But before Tails could finish something caught his eyes. "is that a two piece swimsuit?"

"Uh, Duh. What did you think, I was going in without a shirt? We just met." Jessie replied jokingly.

Something in Tails jumped out with joy. _"JESSIE IS A GIRL!"_

"Now, what did you want to ask me?" Jessie asked Staring at Tails while he jumped around.

"Oh…Um._ Think, Think, THINK!!_ Uh, you…didn't say we were going swimming."

"Huh, your right. Well now you know. Come on my feet are starting to burn." Jessie said as she quickly jumped into the water.

Tails realized that he was the only one out and started to run toward the edge when he was stopped by the voice of Benny.

"Hey Tails aren't you gonna take your shoes off?

Tails realized that he was right as he sat down untie his shoes. "wow, its been a while since I've had to take theses off. Ok, here I go." Tails took off towards the edge for a second time, but underestimated how close he was to it. He jumped a little to close to the edge and fell straight downward into the shallow water below.

Tails knew that he was making a fool of himself but for some reason he didn't care. When he's around sonic he would try to make as little mistakes as he can but with Benny and Jessie he didn't care. He could actually let loose and relax instead of being caged in the garage or being kept on a leash by sonic. He was actually having "FUN".

As the day went Tails did everything Benny and Jessie did. Not because he had to, but because he wanted to. He swung from a tree and into the water learning that a belly flop is not as fun as some make it seem. He looked up and saw Jessie laughing at him. For some strange reason he didn't get mad like he usually would when someone laughed at him. Instead he laughed along with her.

As the sun started to set Tails realized that he had been there all day. They all laid on the grass staring at the sky while they tried to dry off.

"Hey I'll be back, I gotta go get my clothes from my bag." Jessie said as she ran to her stuff.

"Its kind of strange how I can sometimes mistaken my sister as one of the guys" Benny said staring at the sky.

"I know how you feel" Tails said as he remembered how he thought Jessie was a guy."

"She is the coolest person anyone could meet. She kind, playful, smart,…and well cool. Its kind of sad that she's caught up in all this because of me."

"What do you mean?" Tails asked turning to Benny.

"What…Oh nothing." Benny said realizing he was talking out loud. "What about you? Do you have any siblings?" He asked turning to Tails.

"Yea…err, No…err Kind of. His name is Sonic The Hedgehog."

"What's he like?"

"He used to be the coolest guy..err dude I knew. It was always me and him together saving the world."

"But!?" Benny asked looking interested.

"Well I guess he got older and lost interest in our relationship as friends and…"

"Let me guess, he got a girl friend and now has no time for you." Jessie said interrupting the twos conversation.

"How did you know" Tails asked looking rather confused.

"It happens to everybody sometime or another. You just got to be ready for it. If not then you'll be stuck in the past and unable to move on. You know what I'm saying?

"Yea, I guess." Tails replied.

Benny sat up "Hey you guys, its starting to get dark. Lets say we go get some ice cream."

"Uh I'm a little low on cash" Tails said looking through his wallet.

"Don't worry about it I'm paying. What do you want?"

"Oh some mint ice cream sounds good."

"Hey Jess what about you?"

"Ill take some vanilla"

Everyone got up and raced to their boards.

"Last one up is a loser" Benny laughed looking back at Tails.


	5. Night Shift

This will be the last one for a while. ive got test coming up. Ill be back in no time. Enjoy.

Night Shift

"Okay here's the plan" Said a suspicious looking Claire. "Just in out and gone. Got it?"

"Yea Yea just leave it to me" Morris said getting ready for an attack.

"Ok, Morris. You take out those two guards near the door and ill sneak in, grab the jewels and meet you at the door." She looked at Morris giving him a nod. "Go get em big boy."

Within seconds both guard were the floor with Morris barely getting a scratch.

"Good job. I guess you are good for something."

"Keep it up and soon it will be you on the floor Claire." Morris said with a smirk. "Hurry up and get the jewels so we can meet up with Jessie at the spot."

******************************************************************************************

"Hey Tails finally back?" Said the easygoing hedgehog. "You've been gone for a really long time, where did you go?"

"Sonic, I told you that I was meeting some friends over at the lake yesterday."

"why don't I remember?"

"Its because you were talking to Amy again."

"What's wrong with that? You say it as if it were a bad thing."

"Well…Its just that back in the old days we were cool with each other. It was always the two of us, and now…now I hardly ever see you."

"Tails I just cant let someone I love slip away from me."

"Well you are right now."

"What's that supposed to…"

(Ring, Ring, Ring) After a moment of silence between the two Sonic decides to pick up the phone as Tails walks away and locks himself in his room.

"(sigh)Hello…What another robbery. That's the fourth one this week." Sonic said looking frustrated. "Let me guess, there is no evidence, the guards are out cold, and everything is still in one piece right? Okay call me when you get more leads. (He hangs up) "Man who are these people. This cant be Rouge or Shadow, they are too messy when it comes to this stuff."

Just as Sonic stands to go talk to Tails the phone rings once again.

"WHAT IS IT NOW?"

"Sorry to disturb you again but we've found something" Said the man on the other end of the phone. "It seems the robbers used a vehicle but we cant make out what kind. The marks we found are too small for any car or bike. we cant think of any other form of transportation…Sonic, Sonic are you there?"

Just then sonic looks up towards Tails skateboard which he left on the floor.

"What about a skateboard?"

"Well, its highly probable. We just don't know Sonic."

"Okay, I've gotta go call me back when you got more."

"Will do Sonic."

Sonic picks up the board and examines the wheels.

"I hope you don't get yourself into any trouble little bro."

Sonic decided to talk to Tails about their conversation but as he unlocks the door he finds the little fox asleep in his bed. He goes and sits next Tails.

"If only you knew what it was like. Then you'd understand. I know we don't hang out as much as we used to but that doesn't mean that I wont look after you. I'll always be there for you when ever you need it."

And with that Sonic left the room.

******************************************************************************************

The Next day

"What is HE still doing here?" Morris asked carrying a bag full of Priceless jewels.

"Hey, don't mind him. He's just helping clean up the place." Jessie said trying to pull Morris's attention away from Tails.

"Look, whatever. Just take these and hide them like you always do. And remember, we were here the whole time." Claire said looking rather serious.

"Hey Benny, what's in the bag Morris has?"

"Oh no their back. Its nothing just equipment. Don't mind them okay, just act like their not here."

"Okay what ever you say."

Tails goes back up on the roof as Benny starts to think to himself.

"_Why do you keep letting them get the best of you Jess. We cant keep this up. If they get caught, we go down with them. I wish I could just tell you to stop working with them. But you have your heart set on buying the warehouse back from these no good crooks."_

_Just then there is a loud crash._

"_What the!?"_

"_Where did that come from?"_

"_Oh my god, Tails are you okay!?" Jessie said after finding Tails on the ground._

"_Yea I…I'm fine. I just slipped." Tails smiled in pain watching Jessie laugh at his mistakes. But his smile soon turn bland as he sees the faces of Morris and Claire._

"_Err…Lets get outta here before I make him feel a worse pain." Morris said as he turned his back to Tails._

"_Right behind you."_


	6. Benny And TailsA Little Trouble

**_Short chapter i know, but hey its here right?  
Thanks to everyone who commented, Keep em coming!_**

Tails and Benny

"Okay…Pay attention." Tails told Benny. "This is how you use the prower drill."

"Uh…don't you mean power?"

"Well its kind of the same thing but I put some modifications on it and called it my own." Tails said with a smile on his face.

"Okay whatever you say."

" So now that you know how to use it try to drill these parts together for my while I go back to the shop and get more tools." Tails returns in a matter of minutes. "So how the it com…" To Tails surprise Benny was already done with the whole thing. "Wow, you catch on pretty fast don't you?"

"Well, I do the best I can."

"Hey Benny can I ask you a question about Morris and Claire?"

"Ugh…Sure why not, there nothing really interesting about those two though."

"Yea I kind of figured…They don't really like me, do they?"

"Tails don't mind them. They are bad people whom you have no business being around."

"What do you mean "Bad People" Benny?" Tails said looking curiously at Benny.

"Ugh…Never mind that." Benny tried to think of something else to turn the conversation toward. "Hey, I hear that you and your friend sonic were quite the team a while back."

"Ha…We WERE." Tails thought back to the old days. "Me and him, fighting baddies, flying around. Those were the best days of my life."

"What happened?" Benny said looking at Tails expression. "If…you don't mind."

"(Sigh) We just grew apart. Eggman was strangely killed in one of his robots, which wasn't really a bad thing for a while. Life became boring. It was just in and out of the shop, I was always alone. Its been that way for a while."

"Hey…Tails, Benny I'm back." Jessie said walking in. "Sorry it took me so long, but I've got some great news."

"What is it sis?"

"Yea.. Spit it out."

"I..err…We finally got the warehouse back!"

"WHAT!" Both Tails and Benny said.

"Wow that's great Jess. I'm so happy for you guys." Tails said walking toward her.

"What did you do?" Benny said looking both mad and worried.

"Tails will you excuse me and my little brother for a while."

Both Jessie and Benny head outside.

******************************************************************************************

"Jess what did you do?"

"Look Benny I'm sorry but they said they would finally give it back to us for good if I helped them one last time."

"Why do you keep believing them?"

"They said that after this last job they were going to leave for good."

They looked at each other for a while before Benny gave in.

"Fine…What's job?"

Meanwhile back inside.

"What should I do? I want to tell her how I feel but I'm afraid she wont be into me." Tails said pacing back and forth. "That's it! You've got to learn to stop being such a wimp. That's why Sonic doesn't hang around with you anymore and you know it. Next time I see her I'm gonna walk up to here and…What was that?" Tails hid behind the only thing that he knew covered him…a pile of old used wood.

"So…What do we do about the new kid? Asked Morris

"I'm glad you asked." Claire said turning to Morris. "We need someone to take the fall right? and since he has no idea that his so called "teacher" is a jewel thief, we can easily make it look like he single handedly robbed all those shops. Here's the plan, we take the jewels. Then we kidnap Jessie and tie her up here. Tails will come running to save her, he will untie her and start to leave…but wait the warehouse will be surrounded by cops due to an "anonymous tip" as they race back inside their will be a small fire. As the place burns down so does the evidence. Therefore no one will ever look for us. Ha ha…Its like killing two birds with one stone. "

"Wow, I would have never come up with something this…this evil." Morris said scratching his head

"We all know that honey…now come on I'm done waiting for Jessie. Lets make a quick run to the shop and plan the next heist."

Tails slowly rose from the pile of broken wood as Morris and Claire both left. He was in shock from what he had just heard. He realized that the girl he was falling for…the people he became friends with, are nothing more than lying no good robbers. With a look on his face that could scare Shadow, Tails went in search of Jessie.


	7. Discovery

woohoo back after sxsw and feeling great. hope you enjoy.

**Discovery**

"All we have to do is go with Morris and Claire, bring the jewels back here, keep them until the heat goes down, and give them back. That simple." Jessie said with a smile on her face. "Like I said, this is the last time. Please just help me this once."

"Just please, promise me…no more after this."

"I promise. Now lets go find…"

She was interrupted by the shouts of an angry fox.

"Jess, when were you going to tell me?" The fox said showing his teeth and breathing deeply. "How long have you been doing this?

"Tails, what are you talking about?"

"Don't play stupid with me. I overheard Morris and Claire talking about your "little" plan."

"Oh no, Tails…please listen. I wasn't trying to hurt anyone, believe me that's the last thing I want to do."

"I liked you and trusted you, but now…now I want to stay as far away from you as possible."

"No, Tails…"

"I don't want to here it! Your lucky I don't turn you in right now out but I won't of pity. From here on I never want to see you again."

"Tails wait let me explain…" But by the time she turned to talk to him he was gone. Jess started to break down and cry. "Why us, What did we do to deserve this. We've lost everyone and everything we loved."

Benny helped her back to her feet.

"Hey stop. Its not your fault." He turned Jessie's head toward his. "I feel the same way too, but if we don't pull together we're never going to get them out of our hair. you said this was the last one right?"

******************************************************************************************

Later that day Jessie and Benny met up with the others.

"Hey you look terrible what happened?" Morris said with a smirk on his face.

"Hey mind your own business." Benny replied instead of Jessie.

"Hey you two shut up and pay attention." Said Claire "Jessie, do you remember the plan…Jessie snap out of it!"

"Huh…oh, sorry. yea I remember." Jessie was too busy thinking about Tails.

Within a couple of minutes Morris and Claire were out of the building and handed the bags to Jessie and Benny as they head their separate ways.

Benny looked over at his sister and saw the sad look on her face. He knew he had to do something.

"_I have to go talk to Tails…For Jess's sake."_ he thought to himself. "Hey take my bag I've got to go get something."

Jessie looked at him and wondered where he was going. "Fine, I'll meet you back at the warehouse."

Within a few minutes Benny was at Tails door step. He knocked on the door which was soon opened by Sonic.

"Uh who are you?" Sonic questioned.

"Hi you must be Sonic The Hedgehog"

"Well you got that right. Why are you here?"

"I'm here to talk to Tails if that's alright with you."

"I would tell you to go right ahead, but he came home in a bad mood and locked himself in his room. I haven't gotten the chance to talk to him since then. Do you think you could help him?

"Sorry, I'm the last person he wants to talk to. Can you tell him if you do talk to him that we said we are very sorry and want him to come back to the warehouse again."

"Sure I will."

With that Benny took off. Meanwhile back at the warehouse.

"I hope Benny's safe out there." Jessie said aloud trying to hide the bags. "I wish I could just talk to Tails one more time and tell him how sorry I am.

"Aw isn't that cute" Said a voice from behind her.

"WHOS THERE!" She turned just in time to see a board come flying toward her. The next thing she knew she was tied up to a pole with Claire standing in front of her.

"Aw look who just woke up." Claire said with a smile.

"Where Benny? What did you do with him?" Jessie asked struggling to get loose.

"I don't know where that little brat is. but don't worry you wont be lonely for long. you see, I sent Morris to find you little boyfriend Tails and bring him back here."

"Why would you do that. He hasn't done anything."

"Exactly. I think its time he became part of the crew don't you think. We can easily make it look like you two did it and me and Morris will be free to go. Sounds like a great Idea don't you think?"


	8. Change Of Heart

it may take me a few days to get the next one up. im grounded for a while. wish me luck.

Change Of Heart

"_That's it I'm lonely again. Sonic and Amy are never around anymore and you found out your new friends are lying criminals_. _You have no one left but yourself. why me? Everyone is out living their lives and being happy...Why cant I be happy? Sometimes I wish eggman were still alive so we could all stay together." _Tails was becoming more depressed than before. Eventually he started you get angry with himself. "_You always have to be in the background. you always say your gonna be like Sonic but you can't...your too scared you don't… take chances." _Tails realized what he had to do. He knew that he had to take a chance on Jessie. He knew something about her was different. she wasn't like Morris and Claire, she was friendlier.

Tails jumped up from his bed and ran towards his bedroom door. Little did he know there was a worried hedgehog waiting for him on the other side.

"Tails? You finally left your room huh." Sonic said as he smiled and walked toward Tails. "Hey one of your little friends came by a little while ago. He looked desperate. Did anything happen between you two?

"Sorry Sonic, I've really got to go right now…can't we talk about this some other time."

Sonic expression when from friendly to concerned.

"Tails sit down we need to talk."

"Sonic, I told you I need to…"

"I said sit." Sonic said as he stared eye to eye with Tails. "Tails what's going on. You haven't been yourself lately. You don't come home until dark, you don't talk like you used to, you haven't even been in the shop in weeks. If you have something to say, now is the time."

"I have nothing to say. I'm living my life, for once I don't need someone watching my back twenty four seven. I'm not that little defenseless kid anymore Sonic. I don't need you looking out for me."

"Tails what happened? We used to be brothers…now I hardly get to talk to you."

"Well whose fault is that." Tails replied cutting Sonic off.

"Just please tell me what wrong."

"Fine here it is, you always go out with Amy and leave me by myself with no friend to talk to. And.."

"Tails, wait…"

"NO…I'm tired of waiting. I'm sorry that you don't see me as often but like you told me when in love you've gotta make some sacrifices" Tails then turned and ran to the door.

Sonic got up to try to stop Tails from leaving but for some strange reason he let him go.

"_Tails is right. He's __**not **__a little kid anymore. I have to let him live his life how he wants to...and now that I realize it, I have been leaving him alone too often. Why didn't he just tell me sooner? Why couldn't he tell me how much of a jerk I was to him. I mean…I didn't mean to push him aside, it just happened. I've got to make it up to the kid before I lose him for good…but how?_

Tails soon arrived at the warehouse in search of Jessie. However he was unaware of the trouble that wait for him inside.

"JESS…JESSIE ARE YOU HERE!? _I have to tell her how sorry I am. She might be around back_. JESSIE!? _Well one last place to…WOW!_ Tails turned to find Morris waiting right behind him.

"Well, Well. Look what we have here."

"Wh…Where's Jessie?" Tails said becoming fearful of Morris's actions.

"She's inside waiting for you. Here right this way." Morris said with a sarcastic smile on his face as he led Tails into the front door.

Tails stepped inside to find Jessie tied up to a pole. As he realizes what he had just gotten himself into he feels a powerful blow to the back of his head and becomes unconscious.

*********************************************************************************************************************

Benny was on his way back to the warehouse when he had seen Tails talking to Morris.

"What? Tails is here already? What is he doing talking to Morris?" Benny stepped closer to listen in.

"Wh…Where's Jessie?"

"She's inside waiting for you. Here right this way."

Benny tried to stand up and stop Tails but tripped over a tree root. He looked up just in time to see Morris punch Tails in the back of the head. Benny was in shocked to see Tails fall like a sack of bricks.

"Oh no…What do I do…What can I do?" He whispered to himself. He sat down as his heart was pounding faster than ever. He knew there was one person that could help…but he would have to reveal the truth about him and his sister. "I cant just sit here and do nothing…I'm sorry Jess but we have to face the truth." He got up and began running toward Sonics house once again.


	9. Rescue

**RESCUE**

Sonic was sitting in his chair reflecting on what Tails had told him moments ago. He had no clue about how he could make things better for Tails.

"I know I can't give up my life with Amy, we're becoming closer to each other. However, at the same time I can't be with her knowing I am hurting my friendship with Tails. I…I'm just scared that because of me he'll get into some kind of trouble. What can I…" Just then Sonic heard a knock at his door. He peeked through his window and saw a tail. "Tails is back!" He thought as he quickly opened his door.

"Sonic!" Benny said trying to catch his breath.

"Oh…Hey I don't know where Tails is. You have to…"

"No! Sonic…Tails and my sister…are…trapped inside a warehouse with two very bad people. We need your help!"

"Tails!" Sonic said clenching his fist. "Here hold my hand and don't let go. Just tell me which way." Sonic sped off with Benny in hand toward the warehouse.

* * *

"What the? Wh…Where am I?" Tails thought as he awoke with a blurred eye vision.

"Je…Jessie? Jessie! Are you okay?" He began to walk towards a beaten Jessie. "Jessie what did he do to you? He asked as he untied her.

"Not he. She." Jessie said cutting Tails off. "Claire and Morris are in this together. She attacked me when I was tied up and though me in this room."

**Tails had finished untying her as they both stood up to face each other.**

"Tails, I'm sorry."

"About what?"

"About all of this. This would have never happened if I would have just watched where I was going the day we met. You wouldn't be in this position. I'm…so…sorry." Jessie began to break down in tears.

"Hey, stand up." Tails said picking her up. "You or me didn't know this would happen." He began to look in to her eyes knowing that if there were a time to say something it was now. "I don't regret for one minute the day you almost ran me down. In fact, that was the day I found someone who makes me feel free to be myself. Because of you I know what its like to live my life the way I want. To tell the truth I really don't want it to end. So after all this is dead and gone…you think…maybe we…could uh."

"Hang out?" Jessie said finishing his sentence "Sure."

" Yea…Just the two of us." Tails said with a smile so big I spanned his whole face.

"You got it. but first we have to find a way out of here." She began to cheer up and became determined to get out alive.

**They started to bang on all the wall in the room searching for a weak spot.**

"I give up… any luck Tails?"

"Nothing, I wish Sonic were here. He could think of a way out." Tails sat against a wall in defeat.

"You said you spent your whole life with him right?" Jessie walked toward Tails and stood in front of him. "Hey look up at me, I'm sure some of his wit rubbed off on you."

**As Tails looked up he noticed something.**

"Tails look at me! What's wrong?"

"Jess where does that lead."

"What?"

**He stood up and turned her head so that she was facing up.**

"Where does that vent lead."

"Probably out side. Good eye." She turned to Tails with a questioned look on her face. "How exactly are we getting up there? That's got to be two story's high there is no possible way…" She turned to see Tails with a smirk on his face. She had remembered Tails was no ordinary fox.

"Wait down here. I have to get that thing off so we could get out." Tails flew up and grabbed the bars and began to pull.

"C'mon…What's taking so long!" She shouted.

"It's stuck!" Tails shouted back. "It might take me awhile."

**Below Jessie began noticing something.**

"What is that smell? It smells like…like…OH NO. TAILS HURRY UP WE NEED TO LEAVE NOW!"

"What's the rush?" Tails asked becoming annoyed with her rushing him.

"I SMELL GASOLINE!"

**Now that Jessie had said something Tails had begun to smell the gas and began to pull harder.**

**Jessie, loosing patience began to pace back and forth.**

"We cant die here, no way no how. It can't end like this. What were you thinking?" She walked toward a wall and leaned up against it. "AHHHHH!"

**Hearing the scream Tails flew back down to investigate.**

"Are you okay? What happened?"

**She pointed toward the wall. Tails got up and gently placed his hand on the wall.**

"Ah!…NO,NO,NO this cant be happening."

"Their burning it down aren't they. Their burning it down with us inside." Jessie began to freak out. "We're finished, dead, gone. No one knows where even here."

"Jess snap out of it." Tails had grabbed her by the shoulders and stared at her the same way Sonic stared at him when he was scared. "Listen, I need your help pulling the door out okay. Hold my hand and don't let go."

**All she could do was shake her head.**

* * *

**Sonic had shown up in time to see the warehouse on fire.**

"TAILS!"

"JESSIE!"

**Sonic started to run toward the door when out of nowhere there was an explosion blowing both Sonic and Benny back.**

"TAILS!!!"


	10. TAILS!

TAILS!!

Looking in disbelief, Sonic sits and stares. Benny begins to crawl backward. Tears slowly fall down both Sonic and Benny's faces.

"_I…I was too late. I wasn't fast enough. I…I let him down." _He stood up and started to shout. " TAILS! Where are you. I know your okay. TAILS!" It felt like a dream to him, like everything would just disappear in the blink of an eye.

Benny was in shock. "_Its all my fault. I knew I should have done something when I had the chance. Now…Now I've lost her. This cant be happening. Its not real."_

The sounds of sirens were starting to grow louder with every passing second. Sonic turned toward Benny knowing that he too had lost his sibling.

"Are…you…o…okay?" Sonic said trying to be strong, holding in his tears as he had done many times before for Tails. "Don't worry. Everything…is…going to be alright" The reality of the situation still hadn't sunk in.

As Sonic holds Benny for comfort he hears as faint scream.

"WHAT THE?!" He turned to see if he could find anyone. "TAILS! TAILS! WHERE ARE YOU!" The shouts were becoming useless due to the fire engines that began to arrive.

Benny began getting fed up with Sonics attempts to find his friend. "THEY'RE DEAD! BOTH OF THEM! JUST…JUST GIVE UP! YOUR NEVER GOING TO FIND THEM"

Sonic turned to Benny with a furious look on his face. "I know Tails. I've know him my whole life. I know that he could find a way out of this place. I know that he is still alive. Now you can either stay here and cry or help look for Tails and Your Sister. With that Sonic ran off in search of Tails.

Benny starts to think to himself "_You know he's right. _But I'm afraid of searching for something I wont find. I'm not going through that again._ Don't say that. You_ _know she wouldn't go down without a fight." _

Benny knew his conscious was right and ran toward Sonic. As he started to catch up to Sonic something caught his eye. "SONIC!!! HURRY!"

For the first time Sonic felt his heart move faster than his feet. There he found what he had been looking for.

"TAILS!!"

There they were, floating for dear life in the cold water. A injured Jessie and an unconscious Tails.

"C'mon Sonic we have to go save them!" Benny quickly jumped into the freezing water below. Sonic however was hesitant to jump. He knew he had to, but instead stood stiff.

"No, no not now. This is not the time to chicken out. He needs you right now."

"Sonic! Hurry I need help." Benny shouted, almost going under with the other two.

Sonic knew it was either now or never. He closed his eyes, held his breath, and prayed he wouldn't drown an he jumped in head first. He started to panic splashing everywhere and swallowing enough water to put out a fire. Something inside him knew he couldn't stop yet, knowing that others were in danger he sucked it up and pushed on. It only took seconds for Sonic to reach the others and bring them to safety. However even while on land Tails was still in trouble.

"No, he's not breathing." Sonic started to breath faster than ever before. "C'mon, don't give up on me yet little buddy." He began pushing on his chest. "Not now, Not yet" He started pushing harder and faster.

Suddenly something inside Jessie snapped. "MOVE IT HEDGEHOG!" She shoved Sonic out of the way and started to give Tails mouth to mouth. "Don't die on me Tails. You have a promise to keep." A few more times was all it took to bring the fox back to life. "TAILS!! thank god."

Tails looked around trying to catch his breath. "S…Sonic?"

"Right here little buddy." Sonic said relived to have his bro back.

"Jess?" Before Tails could finish she jumped on him and began to kiss him. For once he didn't resist it, in fact he liked it. All Sonic could do was sit back and laugh.

"Thanks…I guess?" The embarrassed fox said turning from white to red "Are you okay?"

"Yea…just a little scratch." She replied trying to make things look better than they were.

Tails examined her and found she had a gash across her back. "Don't worry you'll be fine" Tails said seeing how weak she had become. "Benny take her to the hospital fast. we'll meet you there soon."

"Where are you going?" Jessie asked as she tried to stand up.

"I have some unfinished business with Morris" Tails said with a new sense of confidence. "Sonic, you think you got one more battle in you?" He turned and smiled at Sonic

"For you…anytime anyplace." they both started to run off when from behind they heard…

"Airfields"

"What?" Tails walked back to Jessie

"They said they were going to escape by plane. There is only one airfield around here."

"Thanks once again Jess."

"good luck."

* * *

The sun had already begun to cross the horizon when they arrived at the airfield.

"Its…empty." Tails started to look around.

Sonic and Tails went separate ways looking high and low for the two.

"Tails! I believe I found what you were looking for." Sonic points out the windows to a hedgehog and a raven walking towards a jet plain. "Which way do we go?"

A few seconds later they find their way out of the maze like airport and towards the plane.

"Tails hurry the planes ready for take off."

"Right behind you."

By the time they reach the hanger, it was too late.

" Crap, just missed them. (sighs) looks like we have to take the tornado and chase them by air. What do you say Tails?…Tails? Tails?! Sonic turns to find nothing behind him. "What the? Where are you…" He looks up to find Tails flying toward the wheels of the plane. "TAILS GET DOWN HERE! WHAT ARE YOU DOING!?" he shouted, but to no avail. The wheels had already started to enter the plane, and so did Tails. Now for the first time it was Sonics turn to stand and watch as his best friend was in a battle that meant life or death.


	11. Trouble On Take Off

Trouble On Take Off

"Ha ha…smooth sailing from here on out." Morris placing his feet on the top of the pile of bags filled with jewels.

"HEY, get your fealty shoes off those and shut up so I can concentrate on flying."

"SORRY!" Morris said sarcastically. "You got anything to drink on this pieces of junk." He got up to look. "So what's the first thing your gonna do wi…" He was interrupted by a flying tray hitting his face. "What the?!" He checks his face for blood. "You! I though we killed you and that bratty little girl back at the ware house."

"You thought wrong!" Tails said staring eye to eye with Morris.

"I guess now I get to kill you with my own bare hands."

Morris lunged toward Tails with his fist ready to strike. Tails nearly ducked under Morris's punch and tripped him from behind.

"That all you got!?"

"Why…you little!" Morris punched up hitting Tails right in the jaw.

Tails, underestimating Morris's strength, flew back into Claire who panicked and lost control of the plane. The plane went up, sending Tails and Morris towards the back of the plane, until Claire regained control. "Morris, finish him fast so I can fly this thing."

Morris jumped up a few seconds before Tails and delivered a kick into Tails stomach. Tails fell to the floor in pain.

"GET UP! PUT UP A FIGHT!" Morris grabbed Tails by his legs and threw him up against the wall. "WHERE'S YOUR FRIENDS NOW?" Tails looked to his side and found the tray he had used earlier. He grabbed it and tried to slam it into Morris's face, but Morris caught it mid swing. " That's not going to work this time."

"But this will!" Tails placed his foot straight into Morris's gut, dropping him to his knees. Morris tried to stand back up when out of nowhere Tails tackles him to the ground and starts unleashing havoc on him. Morris, in a rage, throws Tails to his side. "You…You actually made me bleed" He looks at his hands to find them covered in a crimson liquid. He picks Tails up by his throat and pins him against a wall. "I…didn't…think you… had it…in you." He said with a smile as he tightened his grip. "Any last words?" Tails looked up at him. "I hope you can fly!" Tails spit in Morris's eyes making him loosen his death grip. He pushed Morris into the emergency exit as Morris threw a straight punch sending Tails against the wall again. Tails looked up with a smile on his face. Morris then looked down to realize that the latch to open the door is unlocked. He looks back at Tails only to see him running toward him. Tails jumps to grab on to a metal pole above and swing kicks Morris into and out the door creating a vacuum inside the plane. Claire too is pulled out of her seat but grabs hold of the chair behind her to keep her safe.

Tails looks at her and knows he has to save her. "IT DOESN'T HAVE TO END THIS WAY!" He shouts hoping to change her mind, but to his surprise she is too occupied watching her jewels. He sees the bags start to move toward the open door. Tails realizes what she plans to do. "STOP! DON'T DO IT!" But its too late, the bags fly out the door and Claire jumps after them. He knows there is nothing else he can do so he starts to slowly make his way up to the cockpit. He miraculously makes it and straps himself to the chair. To his amazement he sees Claire through the window flying in front of the plane with one bag of jewels in tow. Tails tries to get control of the plane, but just as he gets it steady a row of chairs fly out the door and into the turbine causing it to spark a flame and fail.

On the ground Sonic and Benny watch in horror as they see the plane catch fire.

"Come on Tails. I know you can do it." Sonic whispered.

Benny, having been proven wrong before by Tails had no other choice but to agree with Sonic.

Meanwhile on the plane Tails had given up hope of landing the plane safely. He knew there was only one way this plane was going down, crash landing. But where? He knew he couldn't put innocent people in harms way. He knew there was a large valley on the other side of town, but could the plane make it that far? There was only one way of finding out.

"Sonic, Why is the plane turning around?"

" I don't know. Here grab on. we have to follow it. Your sister will be safe here."

Sonic chased the plane all the way to the other side to town watching it lose altitude. He stopped and waited.

"HERE WE GO!" Tails yelled bracing himself for impact. The plane went down hard as it scraped the earth. Sonic and Benny watched as the plane soon became a huge ball of fire.

"Benny, stay here I'll be back." Sonic ran towards the plane. He felt the air get hotter as he approached the crash site. He stepped inside the door less entrance and searched for Tails. The smoke was blinding and Sonics eyes were stinging. As he felt his way through he touch a patch of fur. He knew he had found Tails, he unbuckled Tails and carried him away from the heart of the fire. Tails could feel he was being moved but waited until he had stopped to open his eyes. He saw a glimpse of two shadows standing over him and then he blacked out.

"Tails?…Tails are you awake?" Tails knew recognized the voice "Sonic?"

"Hey, finally awake?" Sonic said smiling. "Don't worry. Your in a hospital."

"How long was I out?"

"A few months"

"WHAT!"

Jessie turned and punched Benny. "Don't believe him. You were out for about a day."

"I guess I needed the rest huh" Tails said jokingly.

"Oh my god…Tails! Are you okay?" Shouted a voice. Tails had knew who the voice belonged to but was too afraid to turn and look. "Sonic told me what happened! I came down here in a rush to make sure you were okay!" He closed his eyes and slowly turned in its direction. "Amy?"

"Yeeea…I had to tell her. She's a friend." Sonic said trying to make an excuse.

"How do I look?" Tails asked sarcastically

"A lot better that when I found you." Sonic answered. " You were bruised, bloody, and I'm pretty sure you broke your arm."

"Well that explains a lot" Tails laughed looking down at his new cast. "What about you two?" He turned toward Jessie and Benny.

"What do you mean?"

"Your warehouse burnt down…you have nowhere to live."

"Tails…about that."

Tails looked at Sonic curiously.

"I talked to Amy and…she gave them her house."

"Yea…I was going to sell it anyway." Amy added.

"That's great! So Amy. Where are you moving to?" Tails asked

"Sonic! You haven't told him!?"

"Told me what?"

"Um…well…(sigh) Tails. Amy and I thought it would be a good idea if she…"

"If she what?"

"Amy's moving in with us."

"**WHAT!?**" Tails sat up in shock for a few moments before fainting.

" Look he cant believe it either" Amy said happily.

"Tails…are you okay? Tails?"


End file.
